


What have I done..?

by arfrid



Category: Stranger Things (TV 2016)
Genre: AU, Angst??, Gen, Possessed!Max, aw shit here we go again, oh no, possessed!billy
Language: English
Status: In-Progress
Published: 2020-06-01
Updated: 2020-06-13
Packaged: 2021-03-02 23:54:57
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings, Graphic Depictions Of Violence
Chapters: 6
Words: 5,545
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/24495316
Author URL: https://archiveofourown.org/users/arfrid/pseuds/arfrid
Summary: Ever since the shadow... thing came into his body, he's been on and off, sometimes in control, sometimes not.He's never fully in control.That's why his body randomly decided to get up.
Relationships: Billy Hargrove & Maxine "Max" Mayfield
Comments: 4
Kudos: 10





	1. She will be a loyal player.

**Author's Note:**

> Warning! This is not canon. This in AU made by yours truly, where Max doesn't go to the sleepover, El and Max don't become bffs 4 ever and she gets flayed.

It was night time.

One of Billy's favourite times of day. Neil's either at work or asleep, Susan is almost definitely asleep, and Maxine is asleep.

He can do whatever the fuck he wants.

Except now he can't.

Ever since the shadow... thing came into his body, he's been on and off, sometimes in control, sometimes not.

He's never _fully_ in control.

That's why his body randomly decided to get up.  
  


_Ah, shit, where we going now?  
  
_

His body moved towards the hallway.  
  


_Bathroom? Apparently not.  
  
_

His body stopped.  
  


_What?... Wait... NO!  
  
_

He was slowly getting closer to Max's bed.  
  


_Leave her be! No! STOP! She has nothing to do with this, she's only 14!  
  
_

He grabbed her arm, and she began to stir.

"Billy... What?" she asked confusedly, eyes clouding with confusion and tiredness.

He quickly grabbed the cloth he had used with Heather's mom and dad and put it over her mouth. Max's eyes widened slightly before she passed out. Billy grinned.  
  


_Not her! Please, stop!  
  
_

The shadow monster didn't listen to his pleas. He picked her up, and put her in the back seat of his Camaro.  
  


_Stop! Please! Have mercy!  
  
_

He then got behind the wheel and started to drive to the Holland's garage, where they were happily waiting for him.

"Hello again." Said Heather kind of absentmindedly.  
  


_I am so sorry, Heather...  
  
_

"I'll be using the garage." said Billy, not hesitating to grab Max and head to the garage.

As he walked down the sense, a sense of grief overcame him.  
  


_Leave her alone! Please! She has done nothing wrong._

**_She will be a loyal player.  
  
_ **

As possessed Billy put Max down in a sitting position and covered her mouth on the inside he was stunned.

The shadow actually replied.

It _never_ did that.  
  


_Please, I'll do anything! Don't hurt her!  
  
_

**_I won't. She is dangerous. We will need her. She knows them.  
  
_ **

_She's just a kid! Please, don't do this!  
  
_

It was a few minutes until she woke up.

There's a few muffled words, then she looked up at him with such fear and confusion, it breaks his heart.

Billy kneels beside her and takes the cover off her mouth.

"Billy, what...?" she asks, and he cuts her off, shushing her.

"Don't worry, Maxine." He reassures, “It’ll be over soon.”

“What do you mean? Billy? BILLY!” She shouts as he goes up the stairs with Heather.

He closes the door behind him.

He can hear a muffled _“Holy shit…”_ before feeling something. It was the same absorbing feeling he felt when infecting Heather, Tom and Janet. Just less than a minute, the feeling stops.  
  


_No…  
  
_

He hears footsteps and looks over to see Max opening the door, having a similar, faraway look on her face.  
  


_What have I done…?_   
  



	2. It's not my fault, Stalker.

**Summary for the Chapter:**

> Mike, Lucas, Will and El know about Max and Billy being flayed, changing their Sauna plan so that Max gets into it to. But will it work? (AU)

**Notes for the Chapter:**

> I saw two encouraging comments on the last chapter, thought 'Screw it!' and wrote a really long chapter about the Sauna Test, with the fight and everything.
> 
> This is a gift to the two people who commented on the last one.

Mike looked at his friends as they went into the public pool Billy worked at. Everyone was occasionally glancing at Max nervously, especially Lucas.  
  
The plan was: Find Billy, and lure him into the sauna. Once he's in, push Max in. Do not open the door no matter what happens.   
  
They obviously hadn't told Max about the plan, since that would ruin the whole point of it.  
  
They had found out she was flayed (thanks to Will's experience and Lucas' familiarity with her behavior) long ago.  
  
They hid behind a wall, putting the plan into action.  
  
A minute or so later, Billy was almost in the sauna. Mike said from the radio "Behind you" and Eleven had pushed him in her powers; everything the Mind Flayer expected.  
  
What the Mind Flayer didn't expect was for Lucas and Will to both grab Max and push _her_ in just after Billy was pushed in. They swiftly locked the door with a metal bar and chains.  
  
"What the hell, you guys?!" She shouts at them, leaving them all feeling guilty. "Why the shit did you lock me in here with _him_?!"  
  
"Quit the game, Mind Flayer, we know." Mike tells her, looking her in the eye. "We know you've flayed Max."  
  
Max looks at them with such genuine-looking confusion, making them even more guilty. Everyone looks towards Lucas, who has his fist clenched.  
"Do it." he tells them, looking at no-one else but his girlfriend. Will runs forward and turns it up. It's an uneventful few minutes of Billy banging on the door, cursing that he'll take off their heads when they get out. Max moves out the way for Billy, who has a louder voice, to shout at them better, louder than they've ever heard anyone shout before. Max says a quiet, _"Let us out"_ before both her and Billy fall down, shouting unnecesarily.  
Will runs toward the temperature gauge, which says it's at the highest it can go.  
  
"We're at 220." He informs them, looking back at them. Lucas is having the hardest time, by far. The shouting has stopped, and is replaced by sobbing. Everyone looks at the window of the sauna confusedly.  
  
"It's not my fault..." Says Billy, "It's not my fault, I'm so sorry I did this to you, Maxie..." God, they've never heard him so broken. Last time they saw him, he was shouting at their mom friend and beating the shit out of him before Max threatened his love life with a bat covered in nails. It feels like so long ago.  
  
"Lucas, it's not my fault, I'm so sorry." Max cries out, still sobbing. "I promise you, I'm sorry, _It's not my fault, Stalker_."  
  
Lucas walks up to the sauna door. No-one tries to stop him. Inside, Lucas sees what he'd never ever thought he'd see:  
  
Max and Billy are holding on to eachother, like survivors of a shipwreck, sobbing together. Billy keeps sobbing apologies to Max while Max sobs forgiveness (though she hadn't actually done anything, she could still see the memories, so she felt guilty all the same).  
  
"What's not your fault, Max?" He asks cautiously yet compassionately. Always so full of compassion. It's going to get him killed one day, they say.  
  
"I've done things, Lucas." Max tells him, still choking on her sobs. "Really... Really bad things."  
  
"He... He made us do it. Made me do it." Billy looks at Lucas. They can't bring themselves to hate one another; Billy looks so broken, so scared and afraid, and Lucas is looking at Max (Billy too, slightly) with such compassion, with such forgiveness.  
  
 _"I hurt her!"_ Billy refers to Max, who hugs him tighter as he sobs in her chest once more.  
  
"Who made you do it, Billy? Max?" He asks them, his voice betraying his feelings of sadness, guilt, anger and rage.  
  
"I don't know, it's like a..." Max starts off, missing the words. She looks at Billy for guidance.  
  
"Like a giant shadow." Billy finishes. Eleven and Will look at each other, thinking the same thing, while Mike's sole concentracion is on the sauna and his best friend (and his friend in the sauna, but he can't see her, so fair's fair).  
  
"What did he make you do, Max?" Lucas asks, quietly full of emotion.  
  
"It's not my fault, Lucas, you have to believe me!" Shouts Max, Billy falling over with grief and emotion. Lucas' eyes were filling with tears, listening to his girlfriend, with who he had helped in time of need, who had trusted her and listened to her and accepted her for who she was. "Please believe me, Lucas! I tried to stop it, please believe me, please believe me!"  
  
Lucas puts his hand on the glass, voice finally showing his emotions.  
  
"Max, Billy, it's gonna be okay." He tells them, on Max more so, as Billy wails some incoherent words. "It's gonna be okay, we want to help you." He focuses on Max, not noting Billy grabbing for something from behind Max.  
  
"You just have to talk to us, okay? I believe you, Max." He tells her, trying to keep himself from opening the door and hugging her, as he always used to. Will touches the back of his next, feeling the hairs on it rise uneasily. He shudders.  
  
"I feel him." He tells Mike, not looking away from the sauna. Mike looks over at him as Lucas keeps promising Max that they'll be okay, that they'll figure something out. Will looks over at him. "They're activated."  
  
Mike looks back at Lucas. "Lucas, get away from the door." He says, barely controlling his voice. Lucas looks back at him.  
  
"What?" He asks confusedly.   
  
"Get away from the door!" He shouts, and Lucas yelps in surprise and fear when Billy puts his hand through the sauna, the broken wall piece almost stabbing him. Eleven puts her arms out in front of her friends as Billy shouts.  
  
"Let me out, you bastard! Let me out! I'll fucking gut you!" He yells, filled with rage. Max shouts similar threats from Behind Billy, eyeing Eleven. Billy grabs the bar and tosses it to the side, banging his shoulder through the door. Lucas was frozen for a moment in shock and fear, but then he wasted no time grabbing his slingshot and firing at Billy's forehead. Billy falls down and Max (who had stood up), grips the bench in pain. Lucas quickly ran towards the rest, hiding behind El and Mike.  
  
Coughing and gurgling sort of sounds come from the sauna as lights start to flicker. They all looked around scaredly for a demegorgon/demedog to come out of nowhere. They don't see Billy, who was coughing and gurgling alongside Max, nor the angry black veins that appeared with a weird 'squelch' on both their bodies, the veins sometimes bigger and in a group on their shoulders, elbows, faces, mainly on the joints. It went along their whole bodies, both Max and Billy (and, unbeknownst to the party, the rest of the flayed).   
  
Seeing no danger, Lucas, Will, Mike and Eleven all concentrated on watching Billy and Max.  
  
Billy and Max, together, both charge at the doors, the chain starting to come loose. The party all flinch, taking a step or two backwards. The two charge at the door of the sauna again, it opening slightly more this time. Lucas, who was next to Will said "No way. No. Way."  
  
Billy and Max roared in fury as they charged at the door once more, it finally opening. Will and Eleven shriek, taking another step back. Billy and Max both tumble onto the ground.  
  
They face off, Billy and Max looking at Eleven in the eyes. El's eyes flicker between Max's and Billy's, noting the veins up their entire bodies. Eleven grabs a weight with her mind, throwing it against Billy. Max, who was quite a bit shorter than Billy, ducked and went towards Eleven, who elevated a weight and threw it at Max. " _Don't hurt her!_ " Lucas whispers, barely audible.  
  
Eleven, with a yell and a grunt, pushes them further in, Max's slightly less so than Billy's. Will, Lucas and Mike watch with fear.  
  
Billy makes a choked choking sound, managing to get the weight slightly off his neck. Eleven yells, unknowingly pushing Max's further in. He throws the weight off of him, and Eleven falls over with the effort of still keeping Max against the wall and the pain throbbing in her head as Billy comes over and grabs her by the hair, then looking over and Lucas, Will and Mike. He starts choking Eleven. Max's weight incredibly stays on as she tries to push it off like she saw her brother (or how the Mind Flayer) did.  
  
Eleven gasps for air as Billy chokes her and gets up, still watching the remaining party. Eleven fights against, shouting "No!" exercising all her strength into making him let go, consequently letting Max go. Max runs over and stands guard, facing Lucas, Will and Mike. Mike runs forward, pushing Max against the wall with surprising strength and grabbing the weight used against Billy, hitting him on the head. Billy and Max both groan, falling over in pain and shock.   
  
"Go to hell, you piece of shit!" Mike shouts, about to hit Billy again, when Max runs forward and punches Mike into the wall. Billy gets up, this time facing Mike, about to deliver a punch himself when he's levitated off the ground. Max falls down in pain, and they both scream. Eleven is grunting, trying her best to keep Billy in the air. She then lifts Max up, and goes infront of Mike, and then throws them through a brick wall. Eleven, exhausted and in pain from almost dying, falls back into Mike's arms, who comforts her.   
  
The comfort doesn't last long, as Eleven gets up with help from Mike, Billy and Max groaning in pain and running away.  
  
Lucas, Will, Eleven and Mike look through the broken brick wall, seeing nothing but grass, dust and bricks outside. No sign of Billy nor Max.   
  
For now, they have won the battle, but the war has just started.


	3. Not a continuation but okay

**Summary for the Chapter:**

> I kinda just made this one cause I could and I was bored

“Lucas, calm down. We got through to her, we can do it again.” Mike says to Lucas, attempting to stop Lucas’ pacing up and down the cabin. Lucas stops and looks at him seriously, but at the same time looking at him like he’s dumb.

“Mike, are you an idiot or what?” He asks incredulously. Mike looks at him, offended. “The Mind Flayer obviously faked her emotions so that he could kill El!"

  
That hits Mike right in the gut, leaving him speechless. That El could have died at the hands of his friend and her brother? Nasty stuff. Before he can come up with another argument, however, Will intervenes.

“No he didn’t.” He says before Mike says anything. All attention snaps to him. He blushes, not used to the attention he’s receiving.

“I only felt him activate them just before Billy tried to stab you.” Will says, directed at Lucas. Lucas stares at him.

“So… everything she said… everything _they_ said…” Will nods at him, a small smile forming.

“Everything they said was completely sincere.”


	4. You let us in.

**Summary for the Chapter:**

> El tries to find where all the chaos started, but bumps into some memories and a very threatening message. (AU)

"I found them." El says, looking at them all.   
  
"Found... who?" asks Nancy.  
  
A minute later, Eleven has her blindfold on. Lucas and Will are on the couch behind them. Mike is next to Eleven, holding her hand. Jonathan is sitting on an armchair and Nancy is on the arm of the armchair, all of them looking at her intently. She breathes quickly, then abruptly takes her blindfold off.  
  
"What're they doing?" asks Lucas from the couch. Eleven looks behind her to look at Lucas.  
  
"Just... sitting there." She says confusedly. Mike squeezes her hand and mutters something, and she nods. She gets up to go get a glass of water.  
  
"And that's not normal or something, no?" Nancy asks Lucas, the spotlight suddenly on him.  
  
"For Max, no. For Billy, I assume not. I mean, you'd think he'd be with some random chick. Max normally comes over and celebrates with my family." He tells her uncertainly.  
  
"He wants us to find him." Will tells them a bit too certainly.  
  
"Yeah. That's what I'm afraid of." Nancy tells them, arms crossed, thinking of the few things they could do. "If we go to Billy, then the rest of the Flayed will know where we are."  
  
"It's a trap. I agree. We'll be ambushed." Mike agrees with his older sister; he's all too familiar with the plot twists he used to pull in his D&D campaigns as Dungeon Master.  
  
"We won't be surprised." Lucas tells them firmly. "We'll know they're coming and we will beat the shit out of the them." _Apart from Max_ remains unsaid.  
The rest of them nod, listening to El pour water, drink it, then put down her glass.  
  
"It's too risky." Mike tells them, and his sister nods.  
  
"And unnecesary." She agrees earnestly. "Killing the Flayed won't stop the Mind Flayer. We have to find out where it's spreading from. We have to find the source."  
  
"Billy and Max know it." Eleven tells them abruptly, just after Nancy finished talking. "Billy and Max have been there. To the source."  
  
"Yeah, but--"  
  
"It's a trap. I know." El cuts Mike off. "We can't go to them. But I think there's another way. A way for me to see where they've been."  
  
They all look at her intently. Lucas especially, almost pleading.

  
  
After a moment of rearranging themselves, they're in the same positions as before, though this time Lucas sits in the armchair and Nancy and Jonathan sit on the couch. El turns on the TV they hear and see static.  
  
She puts the blindfold on, with her boyfriend squeezing her hand.  
  
She sees darkness, and further along she sees a bed, with Max, who's wearing a tank top and jeans, with her hair tied up in a ponytail, sitting on it, and Billy, with a similar outfit (except for the ponytail), leaning against what she thinks must be a wall.  
  
She slowly walks towards Max, preferring someone she knows a little more than a guy that beat her friends up. She cautiously takes her pale hand.   
  
"Max." Her voice echoes around darkness and seemingly non-existent walls, the silence is crushing, though she's used to it.   
  
"Can you hear me? I want to see." She tells her. "I want to see what happened." A beat after she says that, Max's blue eyes look up into El's brown ones. She suddenly grabs El's arm, making El flinch in surprise. She tries to make her arm twist out of her grip, but it's surprisingly strong for a girl her age. El watches the black veins, a huge contrast to Max's pale complexion.  
  
She shouts, telling Max to "Stop!" when she finally gets out of the redhead's grip. She falls back into the water-like ground, memories of Max as she gets flayed playing in her mind.  
  
Suddenly, she's at a beach. Mike's voice echoes from nowhere.  
  
 _"El, are you okay? Are you okay?"  
_  
"I'm okay." She shouts into the sky.  
  
 _"What's going on?"  
_  
"I'm on a... beach. A mountain. A little house." She tells them, giving them all the information she can see. There's a little piece of land with a large hill (not that El could see the difference between a mountain and a big hill). There was a little house, only a bit bigger than Hopper's cabin and with a few extra rooms.  
  
"There aren't any beaches in Hawkins." Nancy's body-less voice says from the clouds confusedly.

  
Back at Hopper's cabin, Lucas furrows his brow, thinking deeply.  
  
"What else do you see, El?" Lucas asks, concentrating on all the conversations he had had with Max up until that point.  
  
"A man..." She tells them softly. "And a girl. They're running and laughing. The girl is on... the man's shoulders."  
  
"The man puts her down. They've stopped laughing." She adds, frowning.  
  
Back at the Beach (or memory), the man was telling the girl something. The girl looked around 4-5 and the man looked around Hopper's age, give or take a few years.  
  
 _"Look at your dress... Your mom's gonna be furious, baby."_ the man tells the redheaded little girl.  
  
 _"I'm sorry, daddy_." she says to him sincerely. _"But can we just play a little bit longer?"  
_  
 _"Of, course, Maxie!"_ the man picks her up, tickling her briefly, making the girl giggle, then puts her on his shoulders again.  
  
"It's Max." El tells to the party.  
  
"It's a memory. From California." He adds at the party's bewildered looks.  
  
El watches the father and daughter run in the opposite direction of El, and she follows them. After a minute of following, she sees them fade away and sees a slightly older, maybe a 7 year old Max talk to her mother near the house on the beach.  
  
 _"You have to be more feminine, Maxine! You're supposed to be girlier. Come on, take those horrible jeans off."_ Max's mother scolds Max.  
  
 _"But I like it. I don't like dresses and pink and girly stuff."_ Young Max pouts. El can't suppress a grin. She's exactly as Max was before the possesion.  
  
 _"But Maxine--"_ The mother is caught off by the father, who puts his hand on her daughter's shoulder.  
  
 _"Max should be able to wear whatever she wants, Susan."_ The father says firmly, yet kindly. He reminds her of Max so much.  
  
 _"Yay!"_ Max yells, jumping around in her trainers, jeans, shirt and hoodie that her mother hated so much. Max was running into what looked like a huge, red, angry storm. El, wanting to know what happened, ran into it after her, angry at what Max's mother - _Susan_ \- had said to Max.  
  
  
  
" _You can't keep treating her like a doll that you can just dress up however you want her to!"_ El stops, hearing raised voices, looking around for the source of the yelling. The man and woman from before come into her vision.  
  
 _"I can treat my own daughter how I like! We're supposed to teach her how to be a woman, Sam!"_ Susan shouts back at him. They're at some kind of dining table, and in the doorway that leads to a hall, El can see little Max, wide eyes and terrified, looking at her parents fight.  
  
 _"She should fight for her own rights, not just some shit world you live in, Susan!"_ Sam shouts right back at her. She looks truly offended and angry, then points at the doorway.  
  
 _"Get out."_ she tells him firmly. The man's eyes widened in shock.  
  
 _"But- Susan, dear--"_  
  
 _"I said get out!"_ She shouts at him, pushing him towards the hallway, which is when they see Max. Both their faces fall, and El hears new voices, and looks toward them.  
  
 _"This is your new brother, Billy. Maxine, be polite."_ A man she's seen before with Max sometimes and a younger Billy are sitting down somewhere. Susan is behind the younger redhead. Max looks around 8-9 this time.  
  
 _"Max."_ She says firmly.   
  
  
El sees more memories; Max going to school and being called a dyke, being told they were going to Hawkins. With a jolt, she realizes the memories now are of the memories from Hawkins Middle; El watches as she sees Lucas, Dustin, Will and Mike from a year ago watching her from afar, how she becomes friends with Dustin and Lucas, how badly Mike had treated her, how her homelife was, and then, the storm clears enough so that she can see Billy from now holding an unconscious Max in front of a building.  
  
"Brimborn... Steelworks." She says to seemingly no-one.  
  
Back in reality, Jonathan gets up, running towards one of the books that he and Nancy had brought. He comes over and flips the pages. Nancy joins his side along with Lucas.  
  
"Here!" Lucas abruptly says, putting his finger down on Brinborn Steelworks.   
  
"6552 Cherry Oak Drive." Jonathan says out loud. Nancy looks at Jonathan.  
  
"That's close." Nancy notes.  
  
"El, El, we found it! Get out of there! Get out!" Mike tells her, and she obliges. In the memory realm, closing her eyes, everything seems to go in reverse, every moment she's spent with Max, every memory she's seen, and suddenly she's back at the Hopper cabin. She breathes heavily, then looks at Mike, to find he isn't there. She looks back to see none of her friends there.  
  
  
  
"Mike?" She asks, scanning the room. "Mike? Mike?" She says the last one desperately, getting up and shouting at a hallway.  
  
"Mike!" She shouts.  
  
"He can't hear you." A familiar, yet now eerie and sinister voice says from nowhere. It has a hint of something else behind it, like someone one else is talking underneath along with it. Eleven looks at the hallway that it's coming from, and Max comes through, black veins and all.  
  
"You shouldn't have looked for us." She says, the usually loud and extroverted voice is instead eerie and unfamiliarly familiar.  
  
"Because now I see you." She tells her, walking towards her slowly, "Now we can all see you."  
  
"You... let us in." Eleven remembers when she first touched the demegorgon, seeing the walls cracked.  
  
"And now... you are going to have to let us stay." Tears of fear collect in El's eyes.  
  
  
"Don't you see?" she asks her, getting closer, making El go backwards more. "All this time, we've been building it."  
  
El starts to sob, scared as hell, watching as Max advances, then stops and looks down at her hands.  
  
"We've been building it..." She looks at El, grinning, like she has a surprise or juicy secret she's about to reveal. "...For you."  
  
"All that work..." The Mind flayer remembers building the army.   
  
"All that pain..." The Mind flayer remembers Max's pain and fear as he flayed her.  
  
"All of it... for you." She continues advancing towards her, El grips the table in fear.  
  
"And now it's time. Time to end it. And we are going to end you." She tells her, the Mind Flayer enjoying her foe's fear.   
  
"And when you are gone, we are going to end your friends."  
  
"No!" El sobs at her.  
  
"And then we are going to end... everyone." a single tear runs down Max's cheek. El has had enough.  
  
"Get away!" She shouts, throwing Max, and then she takes the blindfold off.  
  
She breathes quickly, grabbing onto the nearest person.   
  
  
_Mike._  
  
  
He says her name, but she just sobs in his arms. Voices overlap, with everyone worrying about her and Lucas asking about Max, but she is deaf to everything but her own sobs.


	5. He reveled in her embrace.

**Summary for the Chapter:**

> I changed this one from the original quite a bit lol

**Notes for the Chapter:**

> Don't worry! This isn't the end. I'm going to post a few chapters for the aftermath.

Nancy, Jonathan, Will and Mike run to the car parked outside. Jonathan runs over and starts trying to fix the car.  
  
They're interrupted by the sound of a car revving, and they look over to see Billy's Camaro with Billy at the wheel and Max in the passanger seat.  
  
"Shit." Jonathan swears under his breath.  
  
"Get the car started. Go!" Nancy tells him. Nancy walks out in front of the car that Jonathan had just fixed and aims her gun. She knew she was shooting a minor in a car, but the need to survive was higher than breaking a law (not that they hadn't broken a law before). He runs into the driver's seat and turns it on.  
  
"No, no, no, no, no, no, no, no. Come on." Jonathan says as the car struggles to start.   
  
The Camaro starts moving towards them, getting faster every second. Lucas and Will tell him to start the car from the back seat.  
Nancy shoots.  
  
She shoots one, two, three, four, five, six... Twelve times. She thinks she's about to die when the Toddfather suddenly crashes into the Camaro. Nancy pants, and watches as the front of the Camaro bursts into flames.  
  
"Robin, you okay?" Steve asks, not looking at her.  
  
"Ask me tomorrow?" Robin replies, then they both hear a growling, and get up to see a huge freaking monster made of melted people (as they had been told) on the mall. "Oh, shit."  
  
They hear a car horn beside them and look over to see the car, not hesitating to scramble into the very back of the car, driving off and watching the monster.  
  
  


After a cute sing-along with Dusty-Bun and his girlfriend, Billy crawls out the car, coughing, Max crawling out the other side. They both use the car to support themselves as they get up.  
  
They look over to see none other than Eleven and her boyfriend run out a gate, look up and see them.  
  
"Shit." Mike says, running back into the building.  
  
After a bit of running, Mike and Eleven are at an elavator (but, of course, with their luck, it didn't work). Mike hears footsteps and turns around. Max and Billy are framed in the doorway.  
  
"Max. Max, look, I'm sorry that I treated you like a dick, and I know we got off on the wrong--" Mike starts an apology in the hope of bringing Max back. It fails, as Max throws him into some pipes, rendering him unconscious. Billy goes after El, who tries using her powers, which don't work now, and gets pushed into a wall then thrown in another wall.  
  
Max looks at him, then walks out, leading the way. Billy swings El over his shoulder and they walk into the mall.   
  
When they get to main part of the mall, he puts El down, and Max comes forward, kneeling down over El.  
  
"Don't be afraid. It'll be over soon." She says in the eerily monotone voice as El's eyes flutter open. Max gets up and Billy and her stand just behind El.  
  
It takes El a moment or so to render the creature in her vision, and then, her eyes widen, and she crawls back slightly, not being able to move that much. The tounge thing comes out, but before it can reach El, the creature is hit by a firework, and Max and Billy double over in pain.  
  
"Flay this, you motherfucking mouth-breather!" Lucas yells from the higher side of the mall, exercising all his strength into the throw. _This is what you get when you mess with Max. When you mess with Hawkins_ , he thinks.  
  
Fireworks hit the creature from all sides, making Max and Billy fall over with the pain. Eleven tries to scramble away, but Billy and Max both grab her feet, dragging her over there again. Max wrestles her to the ground, and Billy falls over again, writhing in pain again.  
  
Eleven's eyes widen again, remembering the memory she found.  
  
"Maxie." She gasps, and Max stops in her tracks. "He put you down." Billy looks at them confusedly, still writhing. "You asked... if you could keep playing." Max starts trembling, shivering.  
  
"You ran together... on the beach.." She tells her, watching the emotion flicker in her friend's eyes.  
  
"There were seagulls. He wore a necklace." Max gasps slightly. "A white shirt... with your name on it. Blue trunks... covered in sand."  
  
"He was funny... like you." Max smiles at that, tears forming in her eyes. "And you were happy. You loved him."   
  
She looks up at Billy, says something, and his eyes widen. His eyes fill with sudden tears.   
  
Max looks over at the entrance of the main part of the mall to see Mike. Max gets up, and passes El to Mike, who sighs in relief. Billy faces the creature. He sees one of the absorbing things float towards Max while her back is turned, and he shouts "No!" and puts himself in front of her, getting hit in the chest, then the sides, and it pulls him up. Max, looks over, surprised and fearful for her brother. The creature falls, the things come out. Billy falls over, and Max crawls towards him.  
  
"Billy, Billy, get up. Please, get up. Please, please, please get up." She tells him.. no. Pleads him.   
"I'm sorry... Maxie..." Billy tries to put his hand to her cheek, then he lets out one final breath, and is gone. Max starts sobbing, and Lucas runs downstairs. Max takes one look at him, gets up and hugs him. He was caught by surprise, then he quickly puts one arm on her back and other in her hair as she sobbed into his chest.


	6. A quick head count.

**Summary for the Chapter:**

> A small thing I made right after last chapter

Many helicopters arrive, a few of them full of the military themselves and of course, Dr. Owens. Ambulances arrive, it's all a blur as she is set with one of the highest priority check-ups. After the doctors treat her, she's given a warm blanket. She watches as El breaks down, crying over losing her father. Max can relate. She lost her father a while ago (no thanks to her mother), and now she's lost her brother. She feels numb, not feeling anything. 

  
When they get to the hospital, she falls asleep on Lucas' shoulder. Steve tells him to let her rest and not to wake her up, though he obviously has no intention of doing so. He has to distract himself from the fact that one of his children got possesed and almost died, losing her brother in the process. He does a quick head count.

Twelve: Max, Lucas, Eleven, Mike, Nancy, Jonathan, Joyce (a pang hits his chest when he doesn't count Hopper), Will, Dustin, Erica Robin and Murray.  
Nancy is next to Mike, comforting him as the Byers family, plus Eleven hug eachother, whispering things that he doesn't mind not hearing. Robin is next to him, dozing off. Erica is next to Lucas, unconsciously grabbing his hand while she sleeps. Dustin stays near, watching Max and Lucas anxiously. He walks over to him.  
  
"Don't worry. The thing is out of her." Steve reassures, watching Robin perk up at the sound of Steve and Dustin. She comes over.  
  
"I know it's just..." Dustin trails off, looking down. Steve can't blame the kid for being wary. He, himself is wary too.  
  
"I think it's the black veins. Shouldn't they be gone?" Robin asks nervously. Steve points out that they're already starting to fade.  
  
"They should be gone within a week or something, I dunno." Steve reassures them again. Dustin begins to fall asleep, as well as Nancy and Mike, who yawn lean on to eachother, and basically everyone but the Byers family. Steve watches them with interest, before he himself, falls into unconsciousness too.


End file.
